#aafth ,,congress  #ast ,session  ,h4   
,r4 #ejhd  ,,an ,,act  ,to amend the    
,securities ,exchange ,act of #aicd to  
require the submission by issuers of    
data relating to diversity and for other
 purposes4  #a4 ,short title ,this ,act 
may be cited as the ,improving          
,corporate ,governance ,through         
,diversity ,act of #bjai4  #b4          
,submission of data relating to         
diversity by issuers ,section #ac of the
 ,securities ,exchange ,act of #aicd    
7#ae ,u4,s4,c4 #ghm7 is amended by      
adding at the end the following3  7s7   
,submission of data relating to         
diversity  7#a7 ,definitions ,in this   
subsection-- 7,a7 the term executive    
officer has the meaning given the term  
in section #bcj4eja7;f7 of title #ag1   
,code of ,federal ,regulations1 as in   
effect on the date of enactment of this 
subsection2 and  7,b7 the term veteran  
has the meaning given the term in       
section #aja of title #ch1 ,united      
,states ,code4  7#b7 ,submission of     

disclosure ,each issuer required to file
 an annual report under subsection 7a7  
shall disclose in any proxy statement   
and any information statement relating  
to the election of directors filed with 
the ,commission the following3  7,a7    
,data1 based on voluntary               
self-identification1 on the racial1     
ethnic1 and gender composition of-- 7i7 
the board of directors of the issuer2   
7ii7 nominees for the board of directors
 of the issuer2 and  7iii7 the executive
 officers of the issuer4  7,b7 ,the     
status of any member of the board of    
directors of the issuer1 any nominee for
 the board of directors of the issuer1  
or any executive officer of the issuer1 
based on voluntary self-identification1 
as a veteran4  7,c7 ,whether the board  
of directors of the issuer1 or any      
committee of that board of directors1   
has1 as of the date on which the issuer 
makes a disclosure under this paragraph1
 adopted any policy1 plan1 or strategy  
to promote racial1 ethnic1 and gender   

diversity among--  7i7 the board of     
directors of the issuer2  7ii7 nominees 
for the board of directors of the       
issuer2 or  7iii7 the executive officers
 of the issuer4  7#c7 ,alternative      
submission ,in any #a-year period in    
which an issuer required to file an     
annual report under subsection 7a7 does 
not file with the ,commission a proxy   
statement relating to the election of   
directors or an information statement1  
the issuer shall disclose the           
information required under paragraph    
7#b7 in the first annual report of      
issuer that the issuer submits to the   
,commission after the end of that       
#a-year period4  7#d7 ,annual report    
,not later than #ah months after the    
date of the enactment of this           
subsection1 and annually thereafter1 the
 ,commission shall submit to the        
,committee on ,financial ,services of   
the ,house of ,representatives and to   
the ,committee on ,banking1 ,housing1   
and ,urban ,affairs of the ,senate and  

publish on the website of the           
,commission a report that analyzes the  
information disclosed pursuant to       
paragraphs 7#a71 7#b71 and 7#c7 and     
identifies any trends in such           
information4  7#e7 ,best practices  7,a7
 ,in general ,the ,director of the      
,office of ,minority and ,women         
,inclusion of the ,commission shall1 not
 later than the end of the #c-year      
period beginning on the date of the     
enactment of this subsection and every  
three years thereafter1 publish best    
practices for compliance with this      
subsection4  7,b7 ,comments ,the        
,director of the ,office of ,minority   
and ,women ,inclusion of the ,commission
 may1 pursuant to subchapter ,,ii of    
chapter #e of title #e1 ,united ,states 
,code1 solicit public comments related  
to the best practices published under   
subparagraph 7,a74  4  #c4 ,diversity   
advisory group  7a7 ,establishment ,the 
,securities and ,exchange ,commission   
shall establish a ,diversity ,advisory  

,group 7the ,advisory ,group71 which    
shall be composed of representatives    
from the government1 academia1 and the  
private sector4  7b7 ,study and         
recommendations ,the ,advisory ,group   
shall-- 7#a7 carry out a study that     
identifies strategies that can be used  
to increase gender1 racial1 and ethnic  
diversity among members of boards of    
directors of issuers2 and  7#b7 not     
later than #i months after the          
establishment of the ,advisory ,group1  
submit a report to the ,commission1 the 
,committee on ,financial ,services of   
the ,house of ,representatives1 and the 
,committee on ,banking1 ,housing1 and   
,urban ,affairs of the ,senate that--   
7,a7 describes any findings from the    
study conducted pursuant to paragraph   
7#a72 and  7,b7 makes recommendations of
 strategies that issuers could use to   
increase gender1 racial1 and ethnic     
diversity among board members4  7c7     
,annual report ,not later than #a year  
following the submission of a report    

pursuant to subsection 7b71 and annually
 thereafter1 the ,commission shall      
submit a report to the ,committee on    
,financial ,services of the ,house of   
,representatives and the ,committee on  
,banking1 ,housing1 and ,urban ,affairs 
of the ,senate that describes the status
 of gender1 racial1 and ethnic diversity
 among members of the board of directors
 of issuers4  7d7 ,public availability  
of reports ,the ,commission shall make  
all reports of the ,advisory ,group     
available to issuers and the public1    
including on the website of the         
,commission4  7e7 ,definitions ,for the 
purposes of this section3  7#a7 ,issuer 
,the term issuer has the meaning given  
the term in section #c of the           
,securities ,exchange ,act of #aicd4    
7#b7 ,commission ,the term ,commission  
means the ,securities and ,exchange     
,commission4  ,passed the ,house of     
,representatives ,november #ai1         
#bjai4;,clerk4